Carphone Warehouse 2006 Annual Report Download - page 34

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Remuneration Report continued
Performance Shares*
Details of Executive Directors’ conditional right to receive nil priced options in the Company are shown in the following table:
Granted during the period
Type 2 April Number Date of Share price on 1 April
Name of award 2005 of shares award date of award £ 2006
J H Dale Basic 250,000 250,000
Stretch 250,000 – – – 250,000
Super Stretch 250,000 250,000
D Goldie Basic 450,000 400,000 12/04/2005 1.62 850,000
Stretch 450,000 – – – 450,000
Super Stretch 450,000 – – – 450,000
G Roux de Bezieux Basic 450,000 450,000
Stretch 450,000 – – – 450,000
Super Stretch 450,000 450,000
R W Taylor Basic 450,000 450,000
Stretch 450,000 – – – 450,000
Super Stretch 450,000 450,000
Notes
(i) Up to 50% of the shares will vest in July 2007, subject to the Group’s Headline EPS growth and TSR performance compared to the FTSE 250 Index
over a three year performance period. The remaining 50% of shares will vest in July 2008, subject to the Company’s performance against the same
performance criteria over a four year performance period.
(ii) All types of award are 50% based on TSR performance and 50% based on Headline EPS performance. Performance required for awards to vest fully
is summarised below:
TSR Headline EPS
Basic awards Outperform FTSE 250 index 25% if 2005 EPS is at least 20% above 2004 and does not fall in 2006 and 2007
consistently by at least 5% over 25% if 2006 EPS is at least 43% above 2004 and does not fall in 2007
the performance period 50% if 2007 EPS is at least 73% above 2004 and does not fall in 2008
Stretch awards Outperform FTSE 250 index 25% if 2005 EPS is at least 29% above 2004 and does not fall in 2006 and 2007
consistently by at least 20% over 25% if 2006 EPS is at least 53% above 2004 and does not fall in 2007
the performance period 50% if 2007 EPS is at least 82% above 2004 and does not fall in 2008
Super Stretch awards Outperform FTSE 250 index 25% if 2005 EPS is at least 38% above 2004 and does not fall in 2006 and 2007
consistently by at least 35% over 25% if 2006 EPS is at least 62% above 2004 and does not fall in 2007
the performance period 50% if 2007 EPS is at least 90% above 2004 and does not fall in 2008
(iii) The TSR calculation is independently calculated for the Remuneration Committee by NBSC. The Committee will ensure that appropriate adjustment
is made to Headline EPS targets set under UK GAAP for the impact of International Financial Reporting Standards.
Executive Directors’ service contracts
All Executive Directors and David Ross have service contracts which are terminable by the Company or the Executive Director with twelve months’
notice or less.
The dates of each contract are set out below and none specifically provides for compensation for early termination.
The Carphone Warehouse Group PLC Annual Report 2006
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